Ault Disruptive Technologies Corporation filed SEC Form 8-K: Termination of a Material Definitive Agreement, Financial Statements and Exhibits
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Item 1.02. Termination of a Material Definitive Agreement.
As previously disclosed, on June 23, 2024, Ault Disruptive Technologies Corporation, a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (as it may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”) by and among the Company, ADRT Merger Sub, Inc., a Delaware corporation and a direct, wholly owned subsidiary of the Company (“Merger Sub”), and Gresham Worldwide, Inc., a California corporation (“Gresham”).
On August 15, 2024, the Company delivered a termination notice to Gresham notifying it that the Company was exercising its right to terminate the Merger Agreement effective August 15, 2024 because Gresham recently filed for bankruptcy. No termination fee or other payment is due to any party to the Merger Agreement from any of the other parties as a result of the termination. Following the termination, Ault Alliance, Inc. will continue to beneficially own a majority of each of the Company’s and Gresham’s shares of common stock and the Boards of Directors of Ault Alliance, Inc., the Company and Gresham will consist of several identical members.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 101 | Pursuant to Rule 406 of Regulation S-T, the cover page is formatted in Inline XBRL (Inline eXtensible Business Reporting Language). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: August 15, 2024 | AULT DISRUPTIVE TECHNOLOGIES CORPORATION | |||||
| By: |
/s/ Henry Nisser | |||||
| Name: | Henry Nisser | |||||
| Title: | President and General Counsel | |||||